Scott Saks

Partner
Norton Rose Fulbright US LLP

New York
United States
T:+1 212 318 3151
New York
United States
T:+1 212 318 3151
Scott Saks

Scott Saks

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Biography

Scott has extensive securities, capital markets, finance and corporate transactional experience representing US and foreign commercial and investment banks, underwriters, initial purchasers, lenders and other financial institutions, as well as both US and foreign corporations in US and international public and private securities offerings, high-yield and investment grade debt offerings, bank and leveraged debt commitments and financings, US and foreign securities exchange listings, securities law compliance, debt and equity tender offers and other liability management transactions, private debt and equity investments, acquisitions and dispositions, joint ventures, recapitalizations and restructurings and general corporate matters.

Scott advises clients with respect to the registration, disclosure, reporting, corporate governance and other compliance requirements of the US securities laws, including the Securities Act of 1933, the Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002, the JOBS Act and the FAST Act. He has extensive international experience with foreign private issuers, commercial and investment banks and other financial institutions in Europe, as well as in Latin America, the Asia Pacific region, South Africa and other emerging markets.


Professional experience

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  • J.D., St. John's University School of Law, 1995, magna cum laude
  • B.A., Dickinson College, 1991, magna cum laude
  • New York State Bar

Securities and Capital Markets

  • Represented the underwriters in an SEC registered public offering of 16.67 million Common Shares ($100 million) of a multi-national food and mineral company in connection with financing of the acquisition of a US food product company.
  • Represented the exclusive sales agent for certain funds affiliated with an energy infrastructure focused private equity firm in connection with the SEC registered resale, from time to time, of an aggregate of 3,460,053 shares of Common Stock of a US-based electric company.
  • Represented the underwriter and collar counterparties in an SEC registered underwritten public offering of 11,233,152 ordinary shares ($463,142,860) of an aircraft leasing company, and a related double print of 3,690,153 the company's ordinary shares in connection with a funded collar transaction with affiliates of a non-US investment company.
  • Represented the joint book-running managers and the other underwriters in an SEC registered public offering of 24 million shares ($744 million) of Common Stock, including the exercise of an overallotment option of 1.5 million shares of Common Stock, of a US-based electric company.
  • Represented the joint book-running managers and the other underwriters in an SEC registered public offering of 4 million shares ($400 million) of 5.375% Series A Mandatory Convertible Preferred Stock of a US-based electric company.
  • Represented the underwriters and collar counterparties in an SEC registered underwritten public offering of 10,180,679 ordinary shares ($479,509,980) of an aircraft leasing company, and a related double print of 4,742,627 the company's ordinary shares in connection with a funded collar transaction with affiliates of non-US investment company.
  • Represented the joint-book running managers and the other underwriters in the initial public offering of 31 million ordinary shares ($310 million) of a global commercial operator of helicopters, and listing on the NYSE.
  • Represented an international bank in connection with a number of American and Global Depositary Receipt programs.
  • Represented the underwriters in an SEC registered offering of Ps. 6.5 billion (approximately $540 million) aggregate principal amount of 7.25% Peso-denominated Senior Notes due 2043 of the largest Spanish media company.
  • Represented the joint lead arranger and joint bookrunner in a Rule 144A offering of $200 million aggregate principal amount of 9.250% Senior Secured Notes due 2020 of a global commercial operator of helicopters.
  • Represented NYSE listed REITS in a number of SEC registered and Rule 144A/Regulation S equity, convertible bond and other debt offerings.
  • Represented founder of NYSE listed transportation company in a number of variable prepaid forward financings and Rule 144A offering of Trust Issued Mandatory Common Exchange Securities.
  • Represented several investment banks and others in connection with Rule 144A/Regulation S offerings and private placements for European issuers.
  • Represented several investment banks and issuers in liability management transactions (consent solicitations and tender offers).

 

Bank and Leveraged Debt Financings

  • Represented several investment banks and equity sponsors in acquisition financing commitment papers (commitment letters, fee letters and engagement letters for bank, bank/bridge/bond and liability management transactions).
  • Represented L/C issuer, administrative agent, collateral agent, and lead arranger in a committed $110 million senior secured term loan facility and a committed $10 million senior secured revolving credit facility for a Mountain View-based specialist in software and services for cloud-based and wireless businesses to partially finance its acquisition of a private Indian company.
  • Represented the first lien administrative agent, second lien administrative agent, and joint lead arrangers, in a committed US$500 million first lien reserve-based facility and a committed US$300 million second lien term loan credit facility for an oil and gas exploration company to partially finance the acquisition of all the outstanding member interests in an independent oil and gas exploration and development company, by an equity sponsor.
  • Represented administrative agent, collateral agent joint lead arrangers and joint bookrunners, in a refinance of the existing credit facility of a cloud-based educational and learning software company with a $20 million first lien revolving credit facility, a $310 million first lien term loan facility and a $120 million second lien term loan facility, a portion of the proceeds of which were used to finance a dividend recapitalization to its equity sponsor.
  • Represented the senior joint lead arranger and joint bookrunner, in committed $1.3 billion senior secured term loan facility, a committed $225 million asset-based revolving credit facility, and a committed $725 million senior unsecured bridge facility to partially finance the acquisition of a US manufacturer of mattresses and bedding products.
  • Represented the administrative agent, collateral agent, and sole arranger, in connection with a $175 million senior secured term loan facility for an owner and operator of casinos and resorts, and the issuing bank in connection with a cash collateralized letter of credit facility of up to $15 million.
  • New York Bar Association